SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
SEIDENBERG IVAN G

(Last) (First) (Middle)
1515 BROADWAY

(Street)
NEW YORK NY 10036

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
VIACOM INC [ VIA, VIAB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/11/2003
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class B common stock 08/11/2003 M 10,000 A(1) $25 10,000 D(1)
Class B common stock 08/11/2003 M 3,000 A(1) $25.25 13,000 D(1)
Class B common stock 08/11/2003 M 3,000 A(1) $17.5 16,000 D(1)
Class B common stock 08/11/2003 M 3,000 A(1) $15.25 19,000 D(1)
Class B common stock 08/11/2003 M 3,000 A(1) $34.25 22,000 D(1)
Class B common stock 08/11/2003 J(1) 22,000 D $0(1) 0 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Director Stock Option (right to buy)(2) $25 08/11/2003 M 10,000 07/27/1996 07/27/2005 Class B common stock 10,000 $0 0 D(4)
Director Stock Option (right to buy)(3) $25.25 08/11/2003 M 3,000 08/01/1996 08/01/2005 Class B common stock 3,000 $0 0 D(4)
Director Stock Option (right to buy)(3) $17.5 08/11/2003 M 3,000 08/01/1997 08/01/2006 Class B common stock 3,000 $0 0 D(4)
Director Stock Option (right to buy)(3) $15.25 08/11/2003 M 3,000 08/01/1998 08/01/2007 Class B common stock 3,000 $0 0 D(4)
Director Stock Option (right to buy)(3) $34.25 08/11/2003 M 3,000 08/01/1999 08/01/2008 Class B common stock 3,000 $0 0 D(4)
Explanation of Responses:
1. These shares were issued in connection with the exercise of director stock options that were granted to the Reporting Person while he represented Verizon Communications Inc. (as successor to Bell Atlantic Corporation and, previously, NYNEX Corporation) on the Viacom Board of Directors. Those options were expressly held for the benefit of Verizon to whom these shares were delivered upon exercise. The Reporting Person disclaims beneficial ownership of these shares.
2. Right to buy under Issuer's Stock Option Plan for Outside Directors, held for the benefit of Verizon.
3. Right to buy under Issuer's 1994 Stock Option Plan for Outside Directors, held for the benefit of Verizon.
4. Since these options were expressly held for the benefit of Verizon, the underlying shares were delivered to Verizon upon exercise. The Reporting Person disclaims beneficial ownership of the options and the shares of common stock acquired upon exercise of the options.
Remarks:
/s/ Seidenberg, Ivan 08/13/2003
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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